Terms of Service

1. Agreement to these terms

LiveUnload.com ("Live Unload") is a dock appointment scheduling and warehouse operations service operated by Jennings Digital Ventures LLC ("we", "us" or "our"). These Terms of Service (the "Terms") are a binding agreement between you and us. They govern your access to and use of liveunload.com, app.liveunload.com, the scheduling portals we host, and the emails and files the service produces (together, the "Service").

By creating an account, accepting an invitation, signing in, booking or managing an appointment, or otherwise using the Service, you agree to these Terms. If you do not agree, do not use the Service.

If you use the Service on behalf of a company or other organization, you confirm that you have authority to bind that organization to these Terms, and "you" includes that organization. If you and we have signed a separate written agreement for the Service, that agreement controls where it conflicts with these Terms.

2. Who these terms apply to

• Customer means a company that subscribes to the Service to manage appointments and dock activity at its warehouses.
• Authorized User means a person a Customer invites to its Live Unload account, such as a company administrator, warehouse manager or warehouse user.
• Carrier means a person or company that books, changes or cancels an appointment through a Customer's scheduling portal, including dispatchers, brokers and drivers. Carriers do not need an account.
• Customer Data means the information and files a Customer, its Authorized Users and its Carriers submit to the Service for that Customer, including warehouses, purchase and transfer orders, appointments, dock activity, notes, photos, paperwork, bills of lading and reports.

3. The Service

The Service lets Customers publish appointment availability, validate load references, accept and manage appointments, record dock activity, store related documents and photos, prepare bills of lading, and produce reports. It lets Carriers book and manage appointments with a Customer.

We may add, change or remove features. We will not make a change that materially reduces the core functions of a paid subscription during a term you have already paid for without giving you notice and, if you object, the option to cancel and receive a refund of prepaid fees for the unused part of that term.

You must be at least 18 years old to use the Service. The Service is offered for business use and is operated from the United States.

4. Accounts and sign-in

Authorized Users sign in with a verification code or link sent to their work email address. There are no passwords. Anyone who controls an email address on a Customer's account can sign in as that user, so each Authorized User must keep their email account secure and must not share verification codes or sign-in links.

A Customer is responsible for deciding who its Authorized Users are, for the role and warehouse access it gives each of them, for removing access promptly when someone leaves or changes role, and for everything done through its account. Tell us at once at support@liveunload.com if you believe an account has been used without permission.

5. Carrier scheduling

If you book or manage an appointment as a Carrier:

• You confirm that the information you give, including the load reference, carrier name and scheduling email address, is accurate, and that you are authorized to schedule that load.
• Your appointment is with the warehouse, not with us. The warehouse decides its hours, capacity, notice periods, check-in rules and whether to accept, change, refuse or cancel an appointment. A confirmed appointment reserves a time. It is not a guarantee that a load will be received, loaded or unloaded at that time.
• The verification number in your confirmation email, together with the scheduling email address, lets anyone who has both change or cancel the appointment. Keep them to the people who need them.
• We send appointment emails to the scheduling email address you provide and share your booking details with the warehouse. See the Privacy Policy.

We are not a carrier, broker, freight forwarder, shipper, consignee or warehouse operator, and we are not a party to any contract of carriage or any agreement between a Carrier and a Customer. Questions and disputes about a load, a delay, detention, damage, shortage or a refused delivery are between the Carrier and the Customer.

6. Acceptable use

You agree not to:

• use the Service in a way that breaks the law or infringes anyone else's rights;
• book appointments you do not intend to keep, book under a load reference you are not authorized to use, or submit false or misleading information;
• access or try to access another company's data, or any account, appointment or file you are not authorized to use;
• upload malware, or files you do not have the right to upload;
• probe, scan, overload or interfere with the Service, bypass its security checks or rate limits, or use automated tools to book, scrape or collect data without our written permission;
• copy, resell, sublicense or reverse engineer the Service, or use it to build a competing product; or
• use the Service to send unsolicited or unlawful messages.

We may remove content, cancel appointments made in breach of this section, and suspend or block access where we reasonably believe this section has been broken or where needed to protect the Service or its users.

7. Customer Data

Ownership. As between a Customer and us, the Customer owns its Customer Data. We claim no ownership of it.

Our use. The Customer gives us permission to host, copy, process, transmit and display Customer Data only as needed to provide, secure, support and maintain the Service, to back it up, to comply with law, and as the Customer otherwise directs. We may create and use aggregated information that does not identify any Customer, Authorized User, Carrier or individual, for example to measure and improve the Service.

Customer responsibilities. The Customer is responsible for the accuracy, quality and lawfulness of its Customer Data, for having the rights and permissions needed to submit it, for the instructions it gives through the Service, and for giving its own staff and Carriers any notices the law requires about how their information is used. The Customer should not put information in the Service that the Service is not designed for, such as government identification numbers, payment card numbers, health information or other sensitive personal data.

Documents and bills of lading. Bills of lading, reports and other documents are produced from information the Customer, its Authorized Users and its Carriers enter. The Customer is responsible for checking that each document is complete, accurate and suitable for its purpose and for meeting any legal, regulatory, food-safety or contractual requirement that applies to its shipments. The Service is a record-keeping tool. It does not give legal, regulatory or compliance advice.

Privacy. Where Customer Data includes personal information, we handle it as described in the Privacy Policy and act on the Customer's behalf as its service provider.

8. Fees and payment

Customers pay the fees for the plan they choose, at the prices shown when they subscribe or agreed with us in writing. Carriers are not charged for booking appointments.

• Billing. Subscriptions are billed in advance, monthly or annually, and renew automatically for the same period until cancelled.
• Plan limits. Each plan includes a set number of warehouses and users. If you need more than your plan allows, you will need to move to a plan that covers your use.
• Cancelling. You may cancel at any time. Cancellation takes effect at the end of the period you have already paid for. Except where these Terms or the law say otherwise, fees are not refundable and we do not give refunds or credits for part-used periods.
• Price changes. We may change our prices. We will give you at least 30 days' notice, and a change applies from your next renewal.
• Taxes. Fees do not include sales, use or similar taxes. You are responsible for those taxes, other than taxes on our income.
• Late payment. If a payment fails or is overdue, we may suspend the account after giving notice and a reasonable chance to pay.

If we offer a free trial, discounted plan or promotional price, it lasts for the period we state and may be subject to additional terms we tell you about at the time.

9. Availability, support and backups

We work to keep the Service available and secure, but we do not promise that it will be uninterrupted or error-free, and unless we have agreed otherwise in writing we do not offer a service-level commitment. The Service depends on third-party providers and on the internet, and may be unavailable during maintenance, provider outages or events outside our control.

We take regular backups of the Service to help us recover from a failure. Backups are a safeguard for the Service as a whole. They are not a substitute for the Customer keeping its own copies of records it is required to keep or cannot afford to lose. The Service lets Customers export appointment data and download their documents for this purpose.

Features we label as beta, preview or early access are provided for evaluation, may change or be withdrawn, and are provided without any warranty.

For help, contact support@liveunload.com.

10. Confidentiality

Each of us may receive non-public information from the other that is marked confidential or that a reasonable person would understand to be confidential, including Customer Data and non-public details of the Service. The receiving party will use that information only to perform or receive the Service, will protect it with reasonable care, and will not disclose it except to staff, contractors and providers who need it and are bound to protect it, or where the law requires disclosure. This does not apply to information that is or becomes public through no fault of the receiving party, that the receiving party already knew or independently developed, or that it lawfully received from someone else without a duty of confidence.

11. Our intellectual property and your feedback

We and our licensors own the Service, including its software, design, text, and the Live Unload name and logo. Subject to these Terms, we give you a limited, non-exclusive, non-transferable right to use the Service for your internal business purposes while your access is in good standing. We reserve all rights not expressly given.

If you send us suggestions or feedback, we may use them without restriction and without any obligation to you.

12. Third-party services

We use third-party providers to run the Service, including for hosting, storage, security checks and email delivery. They are listed in the Privacy Policy. We are responsible for our providers' handling of Customer Data to the same extent we are responsible for our own, subject to the limits in these Terms. We are not responsible for websites or services we do not control that are linked from the Service.

13. Suspension and termination

A Customer may stop using the Service and cancel its subscription at any time as described in section 8.

We may suspend or end a Customer's, Authorized User's or Carrier's access if they materially breach these Terms, if fees remain unpaid after notice, if their use creates a security or legal risk for the Service or others, or if the law requires it. Where it is practical and lawful, we will give notice and a chance to fix the problem first. We may also stop offering the Service altogether on at least 60 days' notice, in which case we will refund prepaid fees for the unused part of any paid term.

After termination. When a subscription ends, the Customer's right to use the Service ends. For 30 days after that, we will make the Customer's appointment data and stored files available for export on request. After that period we may delete Customer Data from our active systems. Copies held in backups are removed in the ordinary course of our backup process or on written request, unless the law requires us to keep them.

Sections that by their nature should continue after termination do so, including sections 7, 10, 11 and 14 to 20, and any obligation to pay fees already due.

14. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE". TO THE FULLEST EXTENT THE LAW ALLOWS, WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE, THAT EMAILS WILL BE DELIVERED, THAT DATA WILL NEVER BE LOST, OR THAT INFORMATION ENTERED BY CUSTOMERS, AUTHORIZED USERS OR CARRIERS IS ACCURATE.

WE ARE NOT RESPONSIBLE FOR MISSED, LATE, REFUSED OR DOUBLE-BOOKED APPOINTMENTS, FOR DETENTION, DEMURRAGE, LAYOVER OR REDELIVERY CHARGES, FOR LOSS OF OR DAMAGE TO FREIGHT, OR FOR ANY ACT OR OMISSION OF A CUSTOMER, WAREHOUSE, CARRIER, BROKER OR DRIVER.

15. Limitation of liability

TO THE FULLEST EXTENT THE LAW ALLOWS, NEITHER WE NOR OUR OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS OR PROVIDERS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL OR DATA, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, EVEN IF WE HAVE BEEN TOLD THAT SUCH DAMAGES ARE POSSIBLE.

TO THE FULLEST EXTENT THE LAW ALLOWS, OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID US FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM AND (B) ONE HUNDRED U.S. DOLLARS (US $100).

These limits apply to every kind of claim, whether in contract, tort (including negligence), statute or otherwise, and apply even if a remedy fails of its essential purpose. They do not limit liability that cannot be limited by law. Some places do not allow certain exclusions or limits, so parts of this section may not apply to you.

16. Indemnification

A Customer will defend and indemnify us, and our owners, officers, employees and contractors, against any third-party claim, and the resulting damages, costs and reasonable legal fees, arising from its Customer Data, from its or its Authorized Users' use of the Service in breach of these Terms or the law, or from a dispute between the Customer and a Carrier or other third party about a load, an appointment or a shipment.

A Carrier will defend and indemnify us in the same way against any third-party claim arising from information the Carrier submitted or from the Carrier's use of the Service in breach of these Terms or the law.

We will tell the indemnifying party promptly about any such claim, let it control the defense and settlement (it may not settle in a way that admits fault or imposes obligations on us without our consent), and cooperate at its expense.

17. Governing law and disputes

These Terms are governed by the laws of the State of Nebraska and applicable United States federal law, without regard to conflict-of-laws rules. Any dispute arising out of or relating to these Terms or the Service will be brought only in the state or federal courts located in Nebraska, and each of us consents to the jurisdiction of those courts. Before filing a claim, each of us agrees to try to resolve the dispute informally by contacting the other and allowing 30 days to respond.

To the extent the law allows, any claim relating to the Service must be brought within one year after the claim arises.

18. Changes to these terms

We may update these Terms. When we do, we will change the "Last updated" date above. If a change is material, we will give Customers at least 30 days' notice by email to the account's administrators or by a notice in the Service before it takes effect. Continuing to use the Service after a change takes effect means you accept the updated Terms. If you do not agree, stop using the Service; a Customer that cancels for this reason before the change takes effect will receive a refund of prepaid fees for the unused part of its term.

19. General

• Entire agreement. These Terms, the Privacy Policy and any order or written agreement between you and us are the entire agreement about the Service and replace earlier discussions and understandings about it.
• Assignment. You may not transfer these Terms without our written consent. We may transfer them to an affiliate or to a successor in a merger, acquisition or sale of the business.
• Severability and waiver. If part of these Terms is found unenforceable, the rest stays in effect. If we do not enforce a term, that is not a waiver of it.
• Events outside our control. Neither of us is liable for a delay or failure caused by events beyond reasonable control, such as provider or internet outages, natural disasters, labor disputes or government action. This does not excuse payment of fees already due.
• Relationship. You and we are independent parties. These Terms do not create a partnership, agency or employment relationship, and they give no rights to anyone who is not a party to them.
• Notices. We may give notice by email to the address on your account or, for Carriers, the scheduling email address you provided, or by a notice in the Service. Send notices to us at support@liveunload.com.
• Export and sanctions. You may not use the Service where United States law prohibits it, or if you are on a United States government restricted-party list.

20. Contact us

Questions about these Terms can be sent to Jennings Digital Ventures LLC at support@liveunload.com.